AMERICAN INTERNATIONAL GROUP INC
8-K, 1998-02-10
FIRE, MARINE & CASUALTY INSURANCE
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<PAGE>   1


                                 UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION

                              WASHINGTON, DC 20549


                                ________________


                                    FORM 8-K


                                 CURRENT REPORT
                     PURSUANT TO SECTION 13 OR 15(d) OF THE
                        SECURITIES EXCHANGE ACT OF 1934


      Date of report (Date of earliest event reported): February 10, 1998



                       AMERICAN INTERNATIONAL GROUP, INC.
               (Exact Name of Registrant as Specified in Charter)


   Delaware                        1-8787                   13-2592361
(State or Other           (Commission File Number)        (IRS Employer
Jurisdiction of                                         Identification No.)
 Incorporation)


                                 70 Pine Street
                            New York, New York 10270
                    (Address of Principal Executive Offices)


       Registrant's telephone number, including area code: (212) 770-7000



               _________________________________________________
         (Former Name or Former Address, if Changed Since Last Report)


<PAGE>   2
   ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS

     (c) Exhibits.

Exhibit No.                            Description
- -----------   ---------------------------------------------------------------
   99.1       Press Release of American International Group, Inc. dated
              February 10, 1998.
          
<PAGE>   3
                                   SIGNATURES


     Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the Registrant has caused this report to be signed on its behalf by
the undersigned hereunto duly authorized.


                                   AMERICAN INTERNATIONAL GROUP, INC.
                                              (Registrant)


Date: February 10, 1998            By /s/ HOWARD I. SMITH
                                      -------------------------------
                                      Name:  Howard I. Smith
                                      Title: Executive Vice President &
                                             Comptroller
<PAGE>   4
                                 EXHIBIT INDEX

<TABLE>
<CAPTION>
Exhibit No.                                  Description
- -----------                                  -----------
<S>                      <C>
99.1                     Press Release of American International Group, Inc.
                         dated February 10, 1998.
</TABLE>


<PAGE>   1
                                                                    EXHIBIT 99.1



                       [AIG LOGO] AMERICAN INTERNATIONAL GROUP, INC.
                                  70 Pine Street New York, New York 10270


NEWS

For information, please contact:
         Charlene M. Hamrah (Investment Community)
         (212) 770-7074

         Joe Norton (News Media)
         (212) 770-3144


                  AIG REPORTS 1997 NET INCOME ROSE 15.0 PERCENT
                             TO RECORD $3.33 BILLION

NEW YORK, NY, February 10, 1998 - American International Group, Inc. (AIG) today
reported that its net income for 1997 increased 15.0 percent to $3.33 billion
from $2.90 billion in 1996. For the fourth quarter of 1997, net income totaled
$884.6 million, an increase of 14.8 percent, compared to $770.2 million in the
same period of 1996.

         Following is a summary table of fourth quarter and full year
information (in millions, except per share amounts).

<TABLE>
<CAPTION>
                                        FOURTH QUARTER                         TWELVE MONTHS

                                  1997      1996       Change            1997        1996       Change
                                  ----      ----       ------            ----        ----       ------
<S>                               <C>       <C>        <C>               <C>         <C>        <C>
Net income, as reported           $884.6     $770.2       14.8%          $3,332.3    $2,897.3      15.0%

Income, as adjusted*              $870.8     $759.9       14.6%          $3,257.6    $2,841.9      14.6%

PER SHARE RESULTS:**

BASIC:
Net income, as reported           $ 1.27     $ 1.09       16.5%          $   4.75    $   4.10      15.9%

Income, as adjusted*              $ 1.24     $ 1.08       14.8%          $   4.64    $   4.02      15.4%

Average shares outstanding         700.2      704.2                         701.9       706.6

DILUTED:
Net income, as reported           $1.26     $1.08         16.7%          $4.73        $4.08         15.9%

Income, as adjusted*              $1.23     $1.07         15.0%          $4.62        $4.00         15.5%

Average shares outstanding        703.3     707.0                        705.0        709.3
</TABLE>

*Adjusted to exclude realized capital gains, net of taxes.

**Share information reflects the three-for-two split in the form of a 50 percent
common stock dividend, paid July 25, 1997 and the adoption of the Statement of
Financial Accounting Standards No. 128 "Earnings per Share".

                                     -more-
                                                                               
<PAGE>   2
                                       -2-

         Income before income taxes in 1997 increased 17.1 percent to $4.70
billion from $4.01 billion reported last year. For the fourth quarter of 1997,
income before income taxes amounted to $1.25 billion, an increase of 16.7
percent over the $1.07 billion reported in 1996. Included in these results were
pretax realized capital gains of $118.5 million and $19.5 million for the year
and fourth quarter of 1997, respectively, compared to gains of $88.0 million and
$15.8 million for the same periods in 1996.

         Revenues for 1997 rose 9.5 percent to $30.60 billion from $27.94
billion in 1996. Fourth quarter revenues totaled $7.95 billion, an increase of
8.1 percent over $7.36 billion in the year earlier quarter.

         Foreign exchange rates continued to affect the translation of foreign
currency net premiums written into U.S. dollars, as shown in the following
table, which compares fourth quarter 1997 to fourth quarter 1996:

<TABLE>
<CAPTION>
                                                         WORLDWIDE        FOREIGN        WORLDWIDE
                                                          GENERAL         GENERAL           LIFE
                                                         INSURANCE       INSURANCE       INSURANCE
                                                         ---------       ---------       ---------
<S>                                                      <C>             <C>             <C>
     Premium Growth in Original Currency                    7.3%           10.6%           17.0%

     Foreign Exchange Impact                               (2.2)           (6.6)           (11.9)

     Premium Growth as Reported in U.S. $                   5.1%            4.0%            5.1%
</TABLE>

         In the first quarter of 1998, the volatility in Asian currencies has
decreased and exchange rates versus the U.S. dollar have shown signs of
stabilization. If this trend continues, the impact of foreign exchange upon
AIG's financial statements should diminish as the year progresses.

         At December 31, 1997, AIG's consolidated assets approximated $165
billion, an increase of 11 percent, compared to $148 billion at the prior
year-end. In 1997, shareholders' equity increased to approximately $24 billion,
a 9 percent increase over the $22 billion reported at December 31, 1996. AIG
continued its program to repurchase shares of its common stock in the open
market, purchasing 2.3 million shares in the fourth quarter for approximately
$231.9 million. For the twelve months ended December 31, we have repurchased
approximately 5.7 million shares for approximately $502.0 million.

         Commenting on AIG's fourth quarter and full year results, Chairman M.R.
Greenberg said, "It was a good quarter and year for AIG. For 1997, our net
income, revenues, assets and shareholders' equity all rose to record levels.

                                     -more-
<PAGE>   3
                                       -3-

         "In general insurance, worldwide net premiums written before the impact
of foreign exchange gained 7.3 percent for the fourth quarter and 7.7 percent
for the year. AIG's underwriting profit for 1997 totaled a record $490.2
million. For the fourth quarter, our combined ratio was 96.46, compared to 97.20
in 1996, while for the full year our combined ratio improved to 96.20, compared
to 96.47 last year.

         "The domestic property-casualty business, as I have noted in previous
quarters, remains very competitive, with no signs currently that this situation
will change soon. There continues to be excess capital in the industry, due in
large measure to the rise in the carrying value of the industry's bond and stock
investments which is directly reflected in surplus. In this environment, AIG's
domestic companies continued to emphasize the many specialty products and
classes in which we are leaders. Domestic net premiums written rose 5.7 percent
in the fourth quarter and 8.0 percent for the full year. Our domestic personal
lines business had a very strong year, and United Guaranty Corporation, our
mortgage guaranty insurance subsidiary, also had excellent results, with
operating income rising 21.1 percent to a record $178.2 million.

         "AIG's foreign general insurance business had a good year, as net
premiums written before the impact of foreign exchange gained 10.6 percent in
the quarter and 7.2 percent for the full year 1997. Underwriting results were
very strong. In Japan, we commenced the direct marketing of differentiated rate
auto insurance, the first company to be given a license to conduct this
business, and early results are very encouraging. Overall, we had a very good
year in Japan, performing well ahead of the industry. Elsewhere, the United
Kingdom, Continental Europe and Central Europe did well, as did Latin America.

         "We added $131 million and $764 million to our general insurance net
loss and loss adjustment reserves for the quarter and full year, respectively,
bringing the total of such reserves to $21.2 billion at year-end 1997.

         "General insurance net investment income increased 9.2 percent in the
quarter and 9.6 percent for the year. Cash flow from operations continued to be
strong.

         "Our life business continues to have excellent operating results,
although foreign premiums when converted to U.S. dollars are adversely impacted
by foreign exchange. However, since losses and expenses are also incurred in
local currency, the bottom line impact has been relatively small. In addition,
in Asia where currency turmoil has existed, sharply rising interest rates have
had a beneficial impact on operating income. Japan was very strong, with
double-digit premium growth in spite of the recessionary economy. Life
operations are also growing strongly in other regions, including the U.K.,
Central Europe, Latin America and the Middle East. In the United States, life
operations had an excellent quarter and year.

                                     -more-
<PAGE>   4
                                       -4-

         "Financial services reported strong operating performance for the
fourth quarter and full year. International Lease Finance Corporation, AIG
Financial Products Corp. and AIG Trading Group Inc. all had excellent results
with record earnings for the full year in each case. Fourth quarter operating
income rose sharply to $213.9 million, and full year operating income for
financial services amounted to $701.3 million, compared to $523.9 million last
year, a 33.9 percent increase.

         "Our consumer finance group made good progress in 1997, and shortly
before year-end, announced that it had reached an agreement to purchase a
majority ownership in publicly-traded Bangkok Investment Public Company Ltd. of
Thailand. This represents our entry into the consumer finance business in
Thailand.

         "In third party asset management, the fourth quarter saw the first
closing of the AIG Asian Infrastructure Fund II L.P., with $1.53 billion in
commitments from U.S. and international institutional investors. Despite the
unsettled financial conditions currently in the Asian region, the substantial
commitments made by AIG and other institutional investors to this new Fund
underscore our confidence in the long term growth prospects for Asia.

         "Shortly after year-end, AIG announced that we had purchased all of the
outstanding securities of SELIC Holdings, Ltd. that we did not already own from
the company's other institutional and private shareholders. SELIC's principal
subsidiary, Starr Excess Liability Insurance Company, Ltd., provides high limits
of excess general liability and excess directors and officers insurance."


GENERAL INSURANCE

         General insurance pretax income before realized capital gains for 1997
was $2.34 billion, 9.5 percent above the $2.14 billion reported last year. For
the fourth quarter of 1997, general insurance pretax income before realized
capital gains was $605.8 million, an increase of 9.0 percent compared to $555.6
million in 1996.

         Worldwide general insurance net premiums written for 1997 amounted to
$13.41 billion, 5.6 percent ahead of the $12.69 billion in 1996. In the fourth
quarter, general insurance net premiums written were $3.12 billion, an increase
of 5.1 percent, compared to $2.97 billion last year.

         General insurance net investment income rose 9.6 percent to $1.85
billion in 1997 and 9.2 percent to $487.2 million in the fourth quarter.

                                     -more-
<PAGE>   5
                                       -5-

LIFE INSURANCE

         AIG's worldwide life insurance operations reported pretax income before
realized capital gains of $1.55 billion in 1997, an increase of 20.3 percent,
compared to $1.29 billion in 1996. For the fourth quarter, life insurance pretax
income before realized capital gains increased 17.6 percent to $415.8 million,
compared to $353.5 million last year.

         For the year 1997 life insurance premium income rose 10.6 percent to
$9.93 billion from $8.98 billion in 1996. Fourth quarter premium income amounted
to $2.60 billion, a gain of 5.1 percent, compared to $2.47 billion in 1996.

         Life insurance net investment income rose 8.2 percent to $2.90 billion
for the year 1997, compared to $2.68 billion last year. For the fourth quarter,
net investment income amounted to $748.9 million, an increase of 18.9 percent,
compared to $629.6 million in the same period last year.


FINANCIAL SERVICES

         Financial services pretax operating income amounted to $701.3 million
for 1997, compared to $523.9 million last year, an increase of 33.9 percent. For
the fourth quarter, financial services operating income increased 43.4 percent
to $213.9 million, compared to $149.1 million in 1996.


OTHER OPERATIONS

         AIG's equity in income of minority-owned insurance operations amounted
to $113.6 million for 1997, compared to $99.4 million in 1996. Equity in income
of minority-owned insurance operations for the fourth quarter was $29.0 million,
compared to $25.0 million in 1996.


                                     # # # #


AIG is the leading U.S.-based international insurance organization and among the
largest underwriters of commercial and industrial insurance in the United
States. Its member companies write property, casualty, marine, life and
financial services insurance in approximately 130 countries and jurisdictions,
and are engaged in a range of financial services businesses. American
International Group, Inc.'s common stock is listed on the New York Stock
Exchange, as well as the stock exchanges in London, Paris, Switzerland and
Tokyo.


                                     # # # #
<PAGE>   6
<TABLE>
<CAPTION>
                                                 AMERICAN INTERNATIONAL GROUP, INC.
                                                        FINANCIAL HIGHLIGHTS
                                              (IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)



                                                     TWELVE MONTHS ENDED DECEMBER 31,           THREE MONTHS ENDED DECEMBER 31,
                                                  1997             1996           CHANGE      1997             1996         CHANGE
                                                  ----             ----           ------      ----             ----         ------
<S>                                           <C>              <C>                <C>      <C>            <C>               <C>
GENERAL INSURANCE OPERATIONS:
    NET PREMIUMS WRITTEN                      $ 13,407,529     $ 12,691,679         5.6%   $3,120,763     $  2,969,119         5.1 %
    NET PREMIUMS EARNED                         12,421,040       11,854,815         4.8     3,123,684        3,090,910         1.1
    ADJUSTED UNDERWRITING PROFIT                   490,168          449,784         9.0       118,594          109,319         8.5
    NET INVESTMENT INCOME                        1,853,523        1,690,798         9.6       487,248          446,323         9.2
    INCOME BEFORE REALIZED CAPITAL GAINS         2,343,691        2,140,582         9.5       605,842          555,642         9.0
    REALIZED CAPITAL GAINS                         128,175           64,985          --        21,388           14,288          --
    OPERATING INCOME                          $  2,471,866     $  2,205,567        12.1 %  $  627,230     $    569,930        10.1 %
- ------------------------------------------------------------------------------------------------------------------------------------
            LOSS RATIO                               75.33            75.89                     74.08            75.41
            EXPENSE RATIO                            20.87            20.58                     22.38            21.79
            COMBINED RATIO                           96.20            96.47                     96.46            97.20
- ------------------------------------------------------------------------------------------------------------------------------------
LIFE INSURANCE OPERATIONS:
    PREMIUM INCOME                            $  9,925,639     $  8,978,246        10.6 %  $2,596,406      $ 2,469,781         5.1%
    NET INVESTMENT INCOME                        2,896,469        2,675,881         8.2       748,876          629,585        18.9
    INCOME BEFORE REALIZED CAPITAL GAINS         1,550,297        1,288,960        20.3       415,797          353,505        17.6
    REALIZED CAPITAL GAINS                          21,186           34,798          --         8,397           12,198          --
    OPERATING INCOME                             1,571,483        1,323,758        18.7       424,194          365,703        16.0

FINANCIAL SERVICES OPERATING INCOME                701,337          523,906        33.9       213,903          149,145        43.4

EQUITY IN INCOME OF MINORITY-OWNED
    INSURANCE OPERATIONS                           113,636           99,359        14.4        29,043           25,037        16.0

OTHER REALIZED CAPITAL LOSSES                      (30,846)         (11,792)          --     (10,244)          (10,720)          --

MINORITY INTEREST (a)                              (31,926)         (43,226)          --       (6,433)          (9,937)          --

OTHER INCOME (DEDUCTIONS) - NET                    (95,160)         (82,320)          --      (27,323)         (19,633)          --

FOREIGN EXCHANGE LOSSES                             (1,492)          (2,030)          --       (2,717)            (153)          --

INCOME BEFORE INCOME TAXES                       4,698,898        4,013,222        17.1     1,247,653        1,069,372         16.7

INCOME TAXES                                     1,366,563        1,115,965           --      363,066          299,138           --

NET INCOME                                       3,332,335        2,897,257        15.0       884,587          770,234        14.8
    PER COMMON SHARE (b) - BASIC                      4.75             4.10        15.9          1.27             1.09        16.5
                         - DILUTED            $       4.73     $       4.08        15.9 %   $    1.26      $      1.08        16.7 %

- ------------------------------------------------------------------------------------------------------------------------------------
AVERAGE COMMON SHARES OUTSTANDING (b)
                         - BASIC                   701,930          706,568                   700,213        704,202
                         - DILUTED                 704,984          709,316                   703,348        707,001

(a)   REPRESENTS MINORITY SHAREHOLDERS' EQUITY IN INCOME OF CERTAIN CONSOLIDATED SUBSIDIARIES.
(b)   SHARE INFORMATION REFLECTS THE THREE-FOR-TWO SPLIT IN THE FORM OF A 50 PERCENT COMMON STOCK DIVIDEND, PAID
      JULY 25, 1997 AND THE ADOPTION OF THE STATEMENT OF FINANCIAL ACCOUNTING STANDARDS NO. 128 "EARNINGS PER SHARE".
</TABLE>


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